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Notification of ISIN and Common Codes in Connection with Offer to Exchange the 9⅜% Senior Notes Due 2022 and Offer to Subscribe for Additional 9.0% Senior Secured Notes Due 2025

LONDON, June 29, 2021 (GLOBE NEWSWIRE) — On June 23, 2021, Ferroglobe PLC (the “Parent”), Ferroglobe Finance Company, PLC (the “UK Issuer”) and Globe Specialty Metals, Inc. (“Globe” and, together with the UK Issuer, the “Issuers”) commenced the following transactions pursuant to the offering and consent solicitation memorandum dated June 23, 2021 (the “Offering and Consent Solicitation Memorandum”):

  • an exchange offer (the “Exchange Offer”) of any and all of the 9⅜% Senior Notes due 2022 issued by the Parent and Globe (the “Old Notes”) 2022 for a combination of new 9⅜% senior secured notes due 2025 (the “New Notes”) and equity fee;
  • a solicitation of consents to certain proposed amendments to the indenture governing the Old Notes; and
  • an offer (the “Super Senior Notes Offer”) to the existing holders of the Old Notes to subscribe to additional senior secured notes due 2025 (the “Super Senior Notes”).


Exchange Offer

In connection with the Exchange Offer, the Issuers hereby notify the Qualifying Noteholders of the following ISIN and common codes with respect to the New Notes to be issued on the Settlement Date:

  IAI: XS2360592609 / 236059260
144A: XS2360592195 / 236059219
Reg S: XS2360591890 / 236059189

The Exchange Offer is scheduled to expire at 11:59 p.m., New York City time, on July 21, 2021, unless extended as provided in the Offering and Consent Solicitation Memorandum. For Qualifying Noteholders Participating in the Super Senior Notes Offer, the deadline for submitting Custody Instructions to DTC on the Exchange Offer and the Consent Solicitation is July 7, 2021.


Super Senior Notes Offer

In connection with the Super Senior Notes Offer, the UK Issuer hereby notifies Qualifying Noteholders of the following temporary ISIN and common codes with respect to the additional Super Senior Notes to be issued on the Settlement Date:

  IAI: XS2360518208 / 236051820
144A: 236051765 / XS2360517655
Reg S: XS2360513746 / 236051374

The Super Senior Notes Offer Subscription Deadline is July 7, 2021.

Capitalized terms used but not defined in this release shall have the meanings set forth in the Offering and Consent Solicitation Memorandum.

About Ferroglobe

Ferroglobe PLC is one of the world’s leading suppliers of silicon metal, silicon-based and manganese-based specialty alloys and ferroalloys, serving a customer base across the globe in dynamic and fast-growing end markets, such as solar, automotive, consumer products, construction and energy. For more information, visit http://investor.ferroglobe.com.

Forward-Looking Statements

This release contains “forward-looking statements” within the meaning of U.S. securities laws. Forward-looking statements are not historical facts but are based on certain assumptions of management and describe Issuers’ future plans, strategies and expectations. Forward-looking statements often use forward-looking terminology, including words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “forecast”, “guidance”, “intends”, “likely”, “may”, “plan”, “potential”, “predicts”, “seek”, “will” and words of similar meaning or the negative thereof.

Forward-looking statements contained in this press release are based on information currently available to Issuers and assumptions that management believe to be reasonable but are inherently uncertain. As a result, Issuers’ actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements, which are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond Ferroglobe’s control.

All information in this press release is as of the date of its release. Issuers do not undertake any obligation to update publicly any of the forward-looking statements contained herein to reflect new information, events or circumstances arising after the date of this press release. You should not place undue reliance on any forward-looking statements, which are made only as of the date of this press release.

INVESTOR CONTACT:

Gaurav Mehta
Executive Vice President – Investor Relations
[email protected] 

MEDIA CONTACT:

Cristina Feliu Roig
Executive Director – Communications & Public Affairs
[email protected] 



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Balbir Bakhshi Appointed to Tradeweb Markets Board of Directors

Balbir Bakhshi Appointed to Tradeweb Markets Board of Directors

NEW YORK–(BUSINESS WIRE)–
Tradeweb Markets Inc. (Nasdaq: TW), a leading, global operator of electronic marketplaces for rates, credit, equities and money markets, today announced the appointment of Balbir Bakhshi to the company’s Board of Directors effective July 1, 2021. He succeeds Brian West, who will be stepping down from the Tradeweb board.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210629005282/en/

Balbir Bakhshi (Photo: Business Wire)

Balbir Bakhshi (Photo: Business Wire)

Mr. Bakhshi is Chief Risk Officer, London Stock Exchange Group plc (LSEG) and a member of the Group’s executive committee. Prior to joining LSEG in January 2021, he was Group Head of Non-Financial Risk Management at Deutsche Bank. Prior to this, Mr. Bakhshi was Global Head of Operational Risk Management at Credit Suisse and previously held a variety of senior roles at Credit Suisse including UK Investment Banking Chief Risk Officer and Head of Market Risk.

Martin Brand, Chairman of the Board, Tradeweb Markets, said: “Balbir Bakhshi brings to the board a deep and impressive background in leadership, operations and risk management. His experience and profound knowledge in these areas will be a valuable addition to the Tradeweb board.”

Lee Olesky, CEO, Tradeweb Markets, said: “Balbir brings an enterprise perspective shaped by a wide range of risk management roles. As we continue to grow and broaden our reach, this perspective will be vital to our board and management team. We would also like to thank Brian West for bringing his insight to the board over the last 2 plus years during a period of formidable growth and change for our company.”

About Tradeweb Markets

Tradeweb Markets Inc. (Nasdaq: TW) is a leading, global operator of electronic marketplaces for rates, credit, equities and money markets. Founded in 1996, Tradeweb provides access to markets, data and analytics, electronic trading, straight-through-processing and reporting for more than 40 products to clients in the institutional, wholesale and retail markets. Advanced technologies developed by Tradeweb enhance price discovery, order execution and trade workflows while allowing for greater scale and helping to reduce risks in client trading operations. Tradeweb serves approximately 2,500 clients in more than 65 countries. On average, Tradeweb facilitated more than $870 billion in notional value traded per day over the past four fiscal quarters. For more information, please go to www.tradeweb.com.

Media contact

Daniel Noonan, Tradeweb +1 646 767 4677

[email protected]

Investor contact

Ashley Serrao, Tradeweb + 1 646 430 6027

[email protected]

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Professional Services Data Management Technology Finance Software Banking

MEDIA:

Photo
Photo
Balbir Bakhshi (Photo: Business Wire)
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ORBCOMM Partners With Calian to Develop Earth Station Equipment for Next-Gen OGx Service

Achieves milestone supporting the delivery of ORBCOMM’s higher data rate and power-efficient OGx offerings to the global IoT industry

ROCHELLE PARK, N.J., June 29, 2021 (GLOBE NEWSWIRE) — ORBCOMM Inc. (Nasdaq: ORBC), a global provider of Internet of Things (IoT) solutions, today announced that it has signed a contract with Calian Group Ltd. (TSX: CGY), a leading provider of engineering services, software development, training and technical services, to develop earth station equipment for ORBCOMM’s next-generation, global IoT satellite service, OGx. ORBCOMM is collaborating with Inmarsat, the world leader in global mobile satellite communications, to develop OGx products and services to operate on Inmarsat’s L-band satellite constellation, offering the best-in-class combination of high bandwidth data packets with low-cost terminals.

Through its partnership with Calian, ORBCOMM will provide the equipment that will be installed at three Inmarsat land earth station facilities to enable global service for its OGx services. As part of the development process for the earth station equipment, ORBCOMM and Calian expect to meet key milestones beginning in mid-2022, including factory acceptance testing and engineering and alpha trials, followed by delivery and installation of the equipment by the end of 2022.

“We’re pleased to partner with a technology leader like Calian on the development of earth station equipment supporting our next-gen OGx service, which is a key milestone in delivering unparalleled network connectivity and best-in-class IoT solutions to industrial customers globally,” said David Roscoe, Senior Vice President of Engineering and Manufacturing for ORBCOMM. “OGx is a compelling offering developed specifically for remote monitoring and environmental sensing IoT applications with unmatched global coverage, battery power, bandwidth, speed and regulatory approvals at the best prices in the industry.”

With the initial deployment of the groundbreaking OGx service expected at the end of 2022, ORBCOMM will offer a higher data rate service designed to be nearly 40 times faster than the current IDP service, allowing for much larger messages and faster delivery times. ORBCOMM’s current generation IDP terminals can be seamlessly upgraded over-the-air to the higher data rate OGx service. In addition, ORBCOMM plans to offer an extremely power-efficient data service to support a daily message for multiple years on a satellite terminal utilizing a single AA battery, making it ideal for remote monitoring and environmental sensing applications. Both OGx offerings are designed to have expanded broadcasting capabilities to send data to large groups of terminals and leverage multiple modes of operation that can be tuned specifically for the required application.

“ORBCOMM’s next-generation, global service is enabling the Internet of Things to an even larger pool of applications, environments and people,” said Patrick Thera, President of Calian, Advanced Technologies. “We’re excited to provide our no-fail platform and capabilities to an industry leader like ORBCOMM to deliver their visionary OGx service. It’s a perfect partnership for us, and we are excited to be a part of their success.”

“ORBCOMM and Inmarsat have a proven history in delivering industry-leading satellite-enabled IoT solutions to operations in remote locations around the world,” said Mike Carter, President, Inmarsat Enterprise. “This recent partnership supports our roadmap toward the launch of OGx and our strategy of enabling highly reliable IoT solutions that work anywhere with our L-band network.”

In October 2020, ORBCOMM announced that it extended its agreement with Inmarsat for L-band satellite service through 2035 at a minimum. For more information about ORBCOMM’s long-time partnership with Inmarsat as well as its next-gen OGx products and services, please visit https://www.orbcomm.com/en/networks/satellite.

About ORBCOMM Inc.

ORBCOMM (Nasdaq: ORBC) is a global leader and innovator in the industrial Internet of Things, providing solutions that connect businesses to their assets to deliver increased visibility and operational efficiency. The company offers a broad set of asset monitoring and control solutions, including seamless satellite and cellular connectivity, unique hardware and powerful applications, all backed by end-to-end customer support, from installation to deployment to customer care. ORBCOMM has a diverse customer base including premier OEMs, solutions customers and channel partners spanning transportation, supply chain, warehousing and inventory, heavy equipment, maritime, natural resources, and government. For more information, visit www.orbcomm.com. You can also connect with ORBCOMM at https://blog.orbcomm.com, on Twitter at @ORBCOMM_Inc, at https://www.linkedin.com/company/orbcomm or at https://www.youtube.com/c/ORBCOMM_Inc.

About Calian, Advanced Technologies

Calian, Advanced Technologies solutions include satellite gateways and infrastructure for RF communications, telemetry, tracking and control systems, space science and earth observation. Calian, Advanced Technologies provides leading-edge communication products for terrestrial and satellite networks. In addition, we enable our commercial and defense customers to deliver reliable, high-quality products and systems by providing them with superior electronics engineering, manufacturing and test services. One of our key markets is custom satellite communications gateways for customers that require complex waveforms for the services they provide. Our customers are leaders in their industries providing systems tailored to meet their demanding requirements, with practical solutions, delivered on time and on budget.

About Inmarsat

Inmarsat is the world leader in global, mobile satellite communications. It owns and operates the world’s most diverse global portfolio of mobile telecommunications satellite networks, and holds a multi-layered, global spectrum portfolio, covering L-band, Ka-band and S-band, enabling unparalleled breadth and diversity in the solutions it provides. Inmarsat’s long-established global distribution network includes not only the world’s leading channel partners but also its own strong direct retail capabilities, enabling end to end customer service assurance.

The company has an unrivalled track record of operating the world’s most reliable global mobile satellite telecommunications networks, sustaining business and mission critical safety & operational applications for more than 40 years. It is also a major driving force behind technological innovation in mobile satellite communications, sustaining its leadership through a substantial investment and a powerful network of technology and manufacturing partners.

Inmarsat operates across a diversified portfolio of sectors with the financial resources to fund its business strategy and holds leading positions in the Maritime, Government, Aviation and Enterprise satcoms markets, operating consistently as a trusted, responsive and high-quality partner to its customers across the globe. For further information, visit www.inmarsat.com follow us on LinkedIn or on Twitter @InmarsatGlobal.

Forward-Looking Statements

Certain statements discussed in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally relate to our plans, objectives and expectations for future events and include statements about our expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. Such forward-looking statements, including those concerning the Company’s expectations, are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from the results, projected, expected or implied by the forward-looking statements, some of which are beyond the Company’s control, that may cause the Company’s actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. In addition, specific consideration should be given to various factors described in Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and elsewhere in our Annual Report on Form 10-K, and other documents, on file with the Securities and Exchange Commission. The Company undertakes no obligation to publicly revise any forward-looking statements or cautionary factors, except as required by law.

ORBCOMM Contacts  

For Corporate Relations:
For Trade Media:
Michelle Ferris Sue Rutherford
Senior Director of Corporate Communications VP of Marketing
+1 703.462.3894 +1 613.290.1169
[email protected] [email protected]
   
Calian Contact  
Sarah Horlick, Director of Public, Investor and Analyst Relations  
+1 613.599.8600, ext. 2298  
[email protected]  
   
Inmarsat Contact  
James Grisbrook, Director of Marketing and Communications – Enterprise  
+44 7545376737  
[email protected]  



Posted on

Evoke Pharma, EVERSANA and The International Foundation for Gastrointestinal Disorders Announce Membership into IFFGD’s Industry Council

Extends commitment toward supporting patients experiencing Diabetic Gastroparesis through focused collaborations and Sponsorship of the 30th Anniversary Digestive Health Virtual Walk

SOLANA BEACH, Calif., CHICAGO, and MOUNT PLEASANT, S.C., June 29, 2021 (GLOBE NEWSWIRE) — Evoke Pharma, Inc. (NASDAQ: EVOK), a specialty pharmaceutical company focused on treatments for gastrointestinal (GI) diseases, EVERSANA™, a leading provider of global commercial services to the life science industry, and The International Foundation for Gastrointestinal Disorders (IFFGD), today announced Evoke’s membership into IFFGD’s Industry Council. Evoke will join a likeminded group of organizations and brands focused on bettering patients affected by GI disorders. As part of the Industry Council, Evoke will participate in biannual council meetings to gain industry insights and provide feedback on future plans for IFFGD.

In addition to the Industry Council, Evoke is excited to sponsor the IFFDG’s upcoming 30th Anniversary Digestive Health Virtual Walk in August 2021 during Gastroparesis Awareness Month. This walk is a unique fitness event which will provide participants with an opportunity to engage at their own pace and as their health and schedules permit. To honor the thirty years of the IFFGD’s existence, the overall campaign goal is for all participants to collectively walk 10,950 miles over two weeks. Goals will also go beyond physical fitness by encouraging participants to participate in activities that promote general wellness such as scheduling a doctor’s appointment, trying a new gut friendly recipe or starting a log of their meals and/or symptoms.

“We appreciate Evoke Pharma joining in our efforts to support patients with digestive diseases, specifically those afflicted with gastroparesis. As there has been no new and novel treatments for this debilitating disease on the market in over 40 years, our community is seeking new options and support for patients,” stated Ceciel T. Rooker, President of IFFGD. “We recognize the significant unmet medical need that these patients have for improved treatment options. We look forward to Evoke’s contribution to our cause as we partner to help those in need.”

“We are excited to further extend our commitment to improving the lives of those affected by gastroparesis through our membership into the IFFGD’s Industry Council,” commented Matt D’Onofrio, Evoke Pharma Chief Business Officer. “The IFFGD provides an invaluable service to those impacted by chronic digestive disorders by raising awareness, improving education, and promoting research into treatments and cures. We look forward to working closely with an organization that is aligned with our mission, such as the IFFGD, and sponsoring its upcoming 30th Anniversary Digestive Health Virtual Walk.”

About Gimoti™ (metoclopramide) nasal spray

GIMOTI is indicated for the relief of symptoms in adults with acute and recurrent diabetic gastroparesis.

Important Safety Information

BOXED WARNING: TARDIVE DYSKINESIA

  • Metoclopramide can cause tardive dyskinesia (TD), a serious movement disorder that is often irreversible. The risk of developing TD increases with duration of treatment and total cumulative dosage.
  • Discontinue GIMOTI in patients who develop signs or symptoms of TD. In some patients, symptoms may lessen or resolve after metoclopramide is stopped.
  • Avoid treatment with metoclopramide (all dosage forms and routes of administration) for longer than 12 weeks because of the increased risk of developing TD with longer-term use.

GIMOTI is not recommended for use in:

  • Pediatric patients due to the risk of developing tardive dyskinesia (TD) and other extrapyramidal symptoms as well as the risk of methemoglobinemia in neonates.
  • Moderate or severe hepatic impairment (Child-Pugh B or C), moderate or severe renal impairment (creatinine clearance less than 60 mL/minute), and patients concurrently using strong CYP2D6 inhibitors due to the risk of increased drug exposure and adverse reactions.

GIMOTI is contraindicated:

  • In patients with a history of tardive dyskinesia (TD) or a dystonic reaction to metoclopramide.
  • When stimulation of gastrointestinal motility might be dangerous (e.g., in the presence of gastrointestinal hemorrhage, mechanical obstruction, or perforation).
  • In patients with pheochromocytoma or other catecholamine-releasing paragangliomas. Metoclopramide may cause a hypertensive/pheochromocytoma crisis, probably due to release of catecholamines from the tumor.
  • In patients with epilepsy. Metoclopramide may increase the frequency and severity of seizures.
  • In patients with hypersensitivity to metoclopramide. Reactions have included laryngeal and glossal angioedema and bronchospasm.

Potential adverse reactions associated with metoclopramide include: Tardive dyskinesia (TD), other extrapyramidal effects (EPS), parkinsonism symptoms, motor restlessness, neuroleptic malignant syndrome (NMS), depression, suicidal ideation and suicide, hypertension, fluid retention, hyperprolactinemia, effects on the ability to drive and operate machinery.

Most common adverse reactions (≥5% of patients in clinical studies) for GIMOTI were dysgeusia, headache, and fatigue. These are not all of the possible side effects of GIMOTI. This information should not take the place of you talking with your doctor or healthcare professional. If you have any questions about your condition, or if you would like more information about GIMOTI, talk to your doctor or pharmacist. Only you and your healthcare professional can decide if GIMOTI is right for you.

You report side effects related to Evoke Pharma products by calling 1-833-4-GIMOTI (1-833-444-6684) or emailing [email protected]. If you prefer to report these to the FDA, either visit www.FDA.gov/medwatch or call 1-800-FDA-1088.

About Evoke Pharma, Inc.

Evoke is a specialty pharmaceutical company focused primarily on the development of drugs to treat GI disorders and diseases. Evoke developed GIMOTI, a nasal spray formulation of metoclopramide, for the relief of symptoms associated with acute and recurrent diabetic gastroparesis in adults.

Diabetic gastroparesis is a GI disorder affecting millions of patients worldwide, in which the stomach takes too long to empty its contents resulting in serious GI symptoms as well as other systemic complications. The gastric delay caused by gastroparesis can compromise absorption of orally administered medications. Prior to FDA approval to commercially market GIMOTI, metoclopramide was only available in oral and injectable formulations and remains the only drug currently approved in the United States to treat gastroparesis. Visit www.EvokePharma.com for more information.

About EVERSANA Life Science Services, LLC

EVERSANA™ is a leading provider of global services to the life science industry. The company’s integrated solutions are rooted in the patient experience and span all stages of the product lifecycle to deliver long-term, sustainable value for patients, prescribers, channel partners and payers. The company serves more than 500 organizations, including innovative start-ups and established pharmaceutical companies to advance life science solutions for a healthier world. To learn more about EVERSANA, visit eversana.com or connect through LinkedIn and Twitter.

About IFFGD

The International Foundation for Functional Gastrointestinal Disorders (IFFGD) is a nonprofit education and research organization dedicated to improving the lives of people affected by a chronic gastrointestinal disorder. Founded in 1991, IFFGD helps improve care by enhancing awareness, improving education, and supporting and encouraging research into treatments and cures for chronic digestive disorders. 

To learn more about IFFGD, please visit: Website:www.iffgd.orgFacebook:www.facebook.com/IFFGDTwitter:www.twitter.com/IFFGD

Safe Harbor Statement

Evoke cautions you that statements included in this press release that are not a description of historical facts are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negatives of these terms or other similar expressions. These statements are based on Evoke’s current beliefs and expectations. These forward-looking statements include statements regarding Evoke’s plans to increase awareness of GI disorders. The inclusion of forward-looking statements should not be regarded as a representation by Evoke that any of its plans will be achieved. Actual results may differ from those set forth in this press release due to the risks and uncertainties inherent in Evoke’s business, including those described in Evoke’s periodic filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and Evoke undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement. This caution is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Investor Contacts:

The Ruth Group
Christine Petraglia / James Salierno
Tel: 917-633-8980 / 973-255-8361
[email protected] / [email protected]

Media Contact:

The Ruth Group
Annika Parrish
Tel: 720-412-9042
[email protected]

 



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Enerpac Tool Group Reports Third Quarter Fiscal 2021 Results and Provides Outlook for Remainder of Fiscal Year

Enerpac Tool Group Reports Third Quarter Fiscal 2021 Results and Provides Outlook for Remainder of Fiscal Year

  Third Quarter of Fiscal 2021 Highlights*

  • Returned to year-over-year core growth in all regions. Net sales from continuing operations were $143 million for the third fiscal quarter ended May 31, 2021 compared to $121 million in the second quarter of fiscal 2021, a 19% sequential improvement. Industrial Tools & Services (IT&S) product core sales grew 44% year-over-year in the third quarter compared to a 10% year-over-year decline in the second quarter.
  • Generated cash flow from operations of $12 million in the quarter ended May 31, 2021 compared to $13 million in the third quarter of fiscal 2020. Free cash flow was $35 million in the quarter ended May 31, 2021 compared to $11 million in the quarter ended May 31, 2020.
  • Consolidated core sales for the quarter increased 36% year-over-year, with product sales increasing 40% and service sales increasing 23%. The net year-over-year impact on net sales from acquisitions and divestitures/strategic exits was immaterial, while foreign currency benefited net sales by 6%.
  • GAAP operating margin from continuing operations was 15.9% for the quarter versus (2.0%) in the third quarter of fiscal 2020. Adjusted operating margin from continuing operations was 13.6% for the quarter ended May 31, 2021 compared to 0.1% for the quarter ended May 31, 2020.
  • Net income from continuing operations was $25.3 million compared to a net loss from continuing operations in the prior year period of $4.9 million.
  • Adjusted EBITDA margin from continuing operations was 17.1% in the third quarter of fiscal 2021 compared to 6.5% in the third quarter of fiscal 2020.
  • Achieved year-over-year incremental adjusted EBITDA margins of 47%, excluding the impact of foreign currency, better than the high end of our target incremental margin range of 35-45%.
  • GAAP diluted earnings per share (“EPS”) from continuing operations was $0.42 in the third quarter of fiscal 2021 compared to a loss per share from continuing operations of ($0.08) in the prior year period. Adjusted diluted EPS from continuing operations was $0.28 in the third quarter of fiscal 2021 compared to an adjusted loss per share from continuing operations of ($0.06) in the third quarter of fiscal 2020.
  • Leverage (Net Debt to Adjusted EBITDA) was 1.1x at May 31, 2021 compared to 2.1x at February 28, 2021.

    *This news release contains financial measures in accordance with US Generally Accepted Accounting Principles (“GAAP”) in addition to non-GAAP financial measures. Reconciliations of the GAAP to non-GAAP historical financial measures can be found in the tables accompanying this release. Incremental (or decremental) Adjusted EBITDA margin is equivalent to the change in Adjusted EBITDA divided by the change in Net Sales for the comparable periods.

MILWAUKEE–(BUSINESS WIRE)–
Enerpac Tool Group Corp. (NYSE: EPAC) (the “Company”) today announced results for its fiscal third quarter ended May 31, 2021.

“We are pleased with our return to year-over-year organic sales growth and the increased momentum as we progressed throughout the quarter,” said Randy Baker, Enerpac Tool Group’s President and CEO. “The continued positive sentiment among our distributors, the overall strength we are seeing across our vertical markets and product order rates in line with fiscal 2019 gives us confidence that our business will return to pre-COVID levels as we exit fiscal 2021.”

Mr. Baker added, “As expected, we saw economies recover and business activities normalize across many parts of the world but there are still some regions that remain challenged by pandemic related lockdowns. Our teams executed exceptionally well through the inflationary pressures, labor shortages and supply chain constraints that are impacting Enerpac Tool Group as well as many other companies around the world. I am incredibly proud of our team’s success in meeting customer demand and delivering a strong quarter despite these challenges. Enerpac Tool Group is well positioned to execute our strategic growth initiatives as the markets we serve continue to recover across the globe. With our strong balance sheet, we remain focused on new product development, driving organic growth and pursuing disciplined acquisition opportunities as we continue driving increased profitability and create value for all our stakeholders.”

 Consolidated Results from Continuing Operations

(US$ in millions, except per share)

Three Months Ended

 

Nine Months Ended

May 31, 2021

May 31, 2020

 

May 31, 2021

 

May 31, 2020

Net Sales

$143.1

$101.9

 

$383.2

 

$381.9

Net Income (Loss)

$25.3

 

($4.9)

 

$33.7

 

$5.4

Earnings (Loss) Per Share

$0.42

($0.08)

 

$0.56

 

$0.09

Adjusted Diluted Earnings (Loss) Per Share

$0.28

($0.06)

 

$0.43

 

$0.15

  • Consolidated net sales from continuing operations for the third quarter were $143.1 million compared to $101.9 million in the prior year third quarter. Core sales improved 36% year-over-year, with product sales up 40% and service up 23%. The net impact of acquisitions and divestitures/strategic exits was immaterial, while the impact of foreign currency increased net sales by 6%.
  • Fiscal 2021 third quarter GAAP net income from continuing operations and diluted earnings per share from continuing operations were $25.3 million and $0.42, respectively, compared to a net loss from continuing operations of ($4.9) million and loss per share from continuing operations of ($0.08) in the third quarter of fiscal 2020. Fiscal 2021 third quarter net income from continuing operations included:

    • Restructuring charges of $1.6 million ($1.3 million, or $0.02 per share, after tax), related to a previously announced restructuring plan;
    • Corporate Development and Board search charges of $0.6 million ($0.4 million, or $0.01 per share, after tax);
    • Gain on sale of facility, net of transaction charges of $5.4 million ($2.4 million, or $0.04 per share, after tax) related to the sale of a large manufacturing facility in China as part of our footprint rationalization; and
    • Tax benefits of $7.5 million ($0.12 per share) related to the release of uncertain tax positions upon closure of income tax audits.
  • Fiscal 2020 third quarter net loss from continuing operations included a net impairment & divestiture gain of $1.4 million ($1.0 million, or $0.02 per share, after tax), restructuring charges of $3.3 million ($2.2 million, or $0.04 per share, after tax) primarily related to the restructuring plan announced in March 2020 to reduce redundant segment and corporate costs along with facility consolidations, and purchase accounting charges of $0.2 million ($0.2 million after tax).
  • Excluding the items detailed above, adjusted diluted EPS from continuing operations was $0.28 for the third quarter of fiscal 2021 compared to an adjusted loss per share from continuing operations of ($0.06) in the comparable prior year period.
  • Consolidated net sales for the nine months ended May 31, 2021 were $383.2 million, compared to $381.9 million in the comparable prior year period. Core sales were down 1% year-over-year, while the net impact of acquisitions and divestitures/strategic exits decreased net sales by 1% and the impact of foreign currency benefited net sales by 2%.
  • Consolidated net income from continuing operations and diluted EPS from continuing operations for the nine months ended May 31, 2021 were $33.7 million and $0.56, respectively, compared to net income from continuing operations and diluted EPS from continuing operations of $5.4 million and $0.09, respectively, in the comparable prior year period.

Industrial Tools & Services (IT&S)

 

 

 

 

 

(US$ in millions)

 

 

 

 

 

 

 

Three Months Ended

 

Nine Months Ended

May 31, 2021

May 31, 2020

 

May 31, 2021

 

May 31, 2020

Sales

$133.4

$92.9

 

$358.3

 

$351.8

Operating Profit

$23.8

$7.6

 

$54.8

 

$54.3

Adjusted Op Profit (1)

$25.3

$8.2

 

$57.5

 

$55.1

Adjusted Op Profit % (1)

19.0%

8.9%

 

16.1%

 

15.7%

(1) Excludes $1.5 million of restructuring charges in the third quarter of fiscal 2021 compared to $1.8 million of restructuring charges, $1.4 million of net impairment & divestiture gains, and $0.2 million of purchase accounting charges in the third quarter of fiscal 2020. The nine months ended May 31, 2021 excludes $2.2 million of restructuring charges and $0.5 million of net impairment & divestiture charges compared to $4.0 million of restructuring charges, $3.6 million of net impairment & divestiture gains, and $0.4 million of purchase accounting charges in the nine months ended May 31, 2020.

  • Third quarter fiscal 2021 net sales were $133.4 million, 44% higher than the prior fiscal year’s third quarter net sales. Core sales increased 39% year-over-year, while the net impact of acquisitions and divestitures/strategic exits was immaterial and the impact of foreign currency increased net sales by 6%.
  • The increase in revenue is attributable to the broad-based market recovery as regions of the world return to normalized levels of activity coming out of the pandemic.
  • Adjusted operating profit margin of 19.0% in the quarter increased year-over-year primarily due to increased sales volume and savings from cost management and restructuring initiatives.

Corporate Expenses and Income Taxes (excluding non-GAAP adjustments)

  • Corporate expenses from continuing operations of $5.8 million for the third quarter of fiscal 2021 were $2.4 million lower than the comparable prior year period, primarily resulting from lower operating costs due to the prior fiscal year divestiture of the former Engineered Components & Systems (EC&S) segment, savings from equity compensations costs and lower consulting fees offset by higher insurance, legal and incentive compensation costs.
  • The fiscal 2021 third quarter effective income tax rate from continuing operations of approximately 3% was higher than the third quarter fiscal 2020 rate of approximately (7)%.

Discontinued Operations

Discontinued operations represent operating results for the divested EC&S segment through the October 31, 2019 completion date of the divestiture, as well as impacts from certain retained liabilities subsequent to the completion date.

Balance Sheet and Leverage

 

 

 

 

(US$ in millions)

 

 

 

 

 

Period Ended

 

May 31,

2021

February 28,

2021

May 31,

2020

Cash Balance

 

$136.3

$115.3

$163.6

Debt Balance

 

$195.0

$210.0

$286.5

Net Debt to Adjusted EBITDA**

 

1.1

2.1

1.8

 

 

 

 

 

 

 

Net debt at May 31, 2021 was approximately $59 million (total debt of $195 million less $136 million of cash), which decreased approximately $36 million from the prior quarter. Net Debt to Adjusted EBITDA from continuing operations was 1.1x at May 31, 2021.

**Calculated in accordance with the terms of the Company’s March 2019 Senior Credit Facility

Outlook

Mr. Baker continued, “As we move into the last quarter of fiscal 2021, we anticipate strengthening business trends and remain optimistic that our global end markets will continue on the path to returning to a pre-pandemic level of activity. We previously guided expected sales to be in a range of $280 million to $290 million for the second half of fiscal 2021, with continuing sequential improvement through the end of the fiscal year and anticipated incremental Adjusted EBITDA margins at the high end of 35% to 45%, excluding the impact of currency. Given our strong third quarter results, we believe that the sales range will be $290 million to $295 million for the second half of fiscal 2021, implying fourth quarter sales of $147 million to $152 million, with incremental Adjusted EBITDA margins on the high end of the range provided.”

Mr. Baker concluded, “Looking ahead, as end markets continue to recover, Enerpac Tool Group is well positioned to grow through new product development and organic growth in key vertical markets and inorganically through strategic acquisitions. We are encouraged by the broad-based improvement in the third quarter, confident in our ability to accelerate growth and look forward to executing our strategy to generate substantial shareholder value.”

Conference Call Information

An investor conference call is scheduled for 10:00 am CT today, June 29, 2021. Webcast information and conference call materials are available on the Enerpac Tool Group company website (www.enerpactoolgroup.com).

Safe Harbor Statement

Certain of the above comments represent forward-looking statements made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995. Management cautions that these statements are based on current estimates of future performance and are highly dependent upon a variety of factors, which could cause actual results to differ from these estimates. Among other risks and uncertainties, Enerpac Tool Group’s results are subject to risks and uncertainties arising from general economic conditions, the COVID-19 pandemic, including the impact of the pandemic or related government responses on the Company’s business, the businesses of the Company’s customers and vendors, employee mobility, and whether the Company’s business and those of its customers and vendors will continue to be treated as “essential” operations under government orders restricting business activities or, even if so treated, whether site-specific health and safety concerns related to COVID-19 might otherwise require operations to be halted for some period of time, volatile oil pricing, variation in demand from customers, the impact of geopolitical activity on the economy, continued market acceptance of the Company’s new product introductions, the successful integration of acquisitions, the impact of restructurings, operating margin risk due to competitive pricing and operating efficiencies, supply chain risk, material and labor cost increases, tax law changes, foreign currency fluctuations and interest rate risk. See the Company’s Form 10-K for the fiscal year ended August 31, 2020 filed with the Securities and Exchange Commission for further information regarding risk factors. Enerpac Tool Group disclaims any obligation to publicly update or revise any forward-looking statements as a result of new information, future events or any other reason.

Non-GAAP Financial Information

This press release contains financial measures that are not measures presented in conformity with GAAP. These non-GAAP measures include EBITDA from continuing operations, adjusted EBITDA from continuing operations, adjusted earnings (loss) from continuing operations, adjusted diluted earnings (loss) per share from continuing operations, adjusted operating profit from continuing operations, segment adjusted operating profit and net debt. This press release includes reconciliations of historical non-GAAP measures to the most comparable GAAP measure, including in the tables attached to this press release. This press release does not include a quantitative reconciliation of non-GAAP measures presented for any future period as such a reconciliation is not practicable. Such future-period measures are presented in a manner consistent with the presentation thereof for historical periods. Management believes the non-GAAP measures presented in this press release are commonly used financial measures for investors to evaluate Enerpac Tool Group’s operating performance and financial position with respect to the periods presented and, when read in conjunction with the condensed consolidated financial statements, present a useful tool to evaluate ongoing operations and provide investors with metrics they can use to evaluate aspects of the Company’s performance from period to period. In addition, these are some of the financial metrics management uses in internal evaluations of the overall performance of the Company’s business. Management acknowledges that there are many items that impact a company’s reported results and the adjustments reflected in these non-GAAP measures are not intended to present all items that may have impacted these results. In addition, these non-GAAP measures are not necessarily comparable to similarly titled measures used by other companies.

About Enerpac Tool Group

Enerpac Tool Group Corp. is a premier industrial tools and services company serving a broad and diverse set of customers in more than 100 countries. The Company’s businesses are global leaders in high pressure hydraulic tools, controlled force products and solutions for precise positioning of heavy loads that help customers safely and reliably tackle some of the most challenging jobs around the world. The Company was founded in 1910 and is headquartered in Menomonee Falls, Wisconsin. Enerpac Tool Group common stock trades on the NYSE under the symbol EPAC. For further information on Enerpac Tool Group and its businesses, visit the Company’s website at www.enerpactoolgroup.com.

(tables follow)

Enerpac Tool Group Corp.
Condensed Consolidated Balance Sheets
(Dollars in thousands)
(Unaudited)
 

May 31,

August 31,

2021

2020
ASSETS
Current assets
Cash and cash equivalents

$

136,279

 

$

152,170

 

Accounts receivable, net

 

112,590

 

 

84,170

 

Inventories, net

 

74,743

 

 

69,171

 

Other current assets

 

48,205

 

 

35,621

 

Total current assets

 

371,817

 

 

341,132

 

 
Property, plant and equipment, net

 

50,147

 

 

61,405

 

Goodwill

 

286,933

 

 

281,154

 

Other intangible assets, net

 

57,626

 

 

62,382

 

Other long-term assets

 

76,179

 

 

78,221

 

 
Total assets

$

842,702

 

$

824,294

 

 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Trade accounts payable

$

59,898

 

$

45,069

 

Accrued compensation and benefits

 

22,136

 

 

17,793

 

Income taxes payable

 

7,656

 

 

1,937

 

Other current liabilities

 

44,753

 

 

40,723

 

Total current liabilities

 

134,443

 

 

105,522

 

 
Long-term debt, net

 

195,000

 

 

255,000

 

Deferred income taxes

 

2,514

 

 

1,708

 

Pension and postretirement benefit liabilities

 

19,200

 

 

20,190

 

Other long-term liabilities

 

74,634

 

 

82,648

 

Total liabilities

 

425,791

 

 

465,068

 

 
Shareholders’ equity
Capital stock

 

16,598

 

 

16,519

 

Additional paid-in capital

 

200,963

 

 

193,492

 

Treasury stock

 

(667,732

)

 

(667,732

)

Retained earnings

 

950,482

 

 

917,671

 

Accumulated other comprehensive loss

 

(83,400

)

 

(100,724

)

Stock held in trust

 

(2,999

)

 

(2,562

)

Deferred compensation liability

 

2,999

 

 

2,562

 

Total shareholders’ equity

 

416,911

 

 

359,226

 

 
Total liabilities and shareholders’ equity

$

842,702

 

$

824,294

 

Enerpac Tool Group Corp.
Condensed Consolidated Statements of Operations
(Dollars in thousands, except per share amounts)
(Unaudited)
 
Three Months Ended Nine Months Ended
May 31, May 31, May 31, May 31,

2021

2020

2021

2020
Net sales

$

143,149

 

$

101,879

 

$

383,233

 

$

381,939

 

Cost of products sold

 

76,302

 

 

59,932

 

 

206,346

 

 

209,211

 

Gross profit

 

66,847

 

 

41,947

 

 

176,887

 

 

172,728

 

 
Selling, general and administrative expenses

 

40,468

 

 

40,766

 

 

130,061

 

 

142,842

 

Amortization of intangible assets

 

2,061

 

 

2,174

 

 

6,333

 

 

6,167

 

Restructuring charges

 

1,571

 

 

2,448

 

 

2,430

 

 

6,348

 

Impairment & divestiture (benefit) charges

 

–

 

 

(1,443

)

 

539

 

 

(3,567

)

Operating profit (loss)

 

22,747

 

 

(1,998

)

 

37,524

 

 

20,938

 

 
Financing costs, net

 

1,340

 

 

4,552

 

 

4,395

 

 

15,911

 

Other expense (income), net

 

540

 

 

(1,213

)

 

1,598

 

 

(1,682

)

Earnings (loss) before income tax (benefit) expense

 

20,867

 

 

(5,337

)

 

31,531

 

 

6,709

 

 
Income tax (benefit) expense

 

(4,390

)

 

(407

)

 

(2,132

)

 

1,349

 

Net earnings (loss) from continuing operations

 

25,257

 

 

(4,930

)

 

33,663

 

 

5,360

 

Loss from discontinued operations, net of income taxes

 

(226

)

 

(69

)

 

(852

)

 

(6,076

)

Net earnings (loss)

$

25,031

 

$

(4,999

)

$

32,811

 

$

(716

)

 
Earnings (loss) per share from continuing operations
Basic

$

0.42

 

$

(0.08

)

$

0.56

 

$

0.09

 

Diluted

 

0.42

 

 

(0.08

)

 

0.56

 

 

0.09

 

 
Loss per share from discontinued operations
Basic

$

(0.00

)

$

(0.00

)

$

(0.01

)

$

(0.10

)

Diluted

 

(0.00

)

 

(0.00

)

 

(0.01

)

 

(0.10

)

 
Earnings (loss) per share
Basic

$

0.42

 

$

(0.08

)

$

0.55

 

$

(0.01

)

Diluted

 

0.41

 

 

(0.08

)

 

0.54

 

 

(0.01

)

 
Weighted average common shares outstanding
Basic

 

60,144

 

 

59,826

 

 

59,964

 

 

60,012

 

Diluted

 

60,574

 

 

59,826

 

 

60,312

 

 

60,358

 

Enerpac Tool Group Corp.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
 
Three Months Ended Nine Months Ended
May 31, May 31, May 31, May 31,

2021

2020

2021

2020
Operating Activities
Cash provided by operating activities – continuing operations

 

11,869

 

 

13,665

 

 

25,369

 

 

5,361

 

Cash used in operating activities – discontinued operations

 

(226

)

 

(627

)

 

(480

)

 

(21,064

)

Cash provided by (used in) operating activities

 

11,643

 

 

13,038

 

 

24,889

 

 

(15,703

)

 
Investing Activities
Capital expenditures

 

(3,874

)

 

(2,341

)

 

(9,504

)

 

(9,308

)

Proceeds from sale of property, plant and equipment

 

21,806

 

 

185

 

 

22,401

 

 

635

 

Lease buyout for divested business

 

–

 

 

–

 

 

–

 

 

(575

)

Life Insurance Proceeds

 

2,911

 

 

–

 

 

2,911

 

 

–

 

Cash paid for business acquisitions, net of cash acquired

 

–

 

 

10

 

 

–

 

 

(33,434

)

Proceeds from sale of business, net of transaction costs

 

–

 

 

1,500

 

 

–

 

 

10,226

 

Cash provided by (used in) investing activities – continuing operations

 

20,843

 

 

(646

)

 

15,808

 

 

(32,456

)

Cash provided by investing activities – discontinued operations

 

–

 

 

–

 

 

–

 

 

208,391

 

Cash provided by (used in) investing activities

 

20,843

 

 

(646

)

 

15,808

 

 

175,935

 

 
Financing Activities
Principal repayments on term loan

 

–

 

 

–

 

 

–

 

 

(175,000

)

Borrowings on revolving credit facility

 

–

 

 

–

 

 

10,000

 

 

100,000

 

Principal repayments on revolving credit facility

 

(15,000

)

 

–

 

 

(70,000

)

 

(100,000

)

Purchase of treasury shares

 

–

 

 

(9,715

)

 

–

 

 

(27,520

)

Stock options, taxes paid related to the net share settlement of equity awards & other

 

1,767

 

 

(284

)

 

(32

)

 

(1,459

)

Payment of cash dividend

 

–

 

 

–

 

 

(2,394

)

 

(2,419

)

Cash used in financing activities – continuing operations

 

(13,233

)

 

(9,999

)

 

(62,426

)

 

(206,398

)

Cash provided by financing activities – discontinued operations

 

–

 

 

–

 

 

750

 

 

–

 

Cash used in financing activities

 

(13,233

)

 

(9,999

)

 

(61,676

)

 

(206,398

)

 
Effect of exchange rate changes on cash

 

1,772

 

 

(2,227

)

 

5,088

 

 

(1,382

)

Net cash increase (decrease) from continuing operations

 

21,251

 

 

793

 

 

(16,161

)

 

(234,875

)

Net cash (decrease) increase from discontinued operations

 

(226

)

 

(627

)

 

270

 

 

187,327

 

Net increase (decrease) from cash and cash equivalents

 

21,025

 

 

166

 

 

(15,891

)

 

(47,548

)

Cash and cash equivalents – beginning of period

 

115,254

 

 

163,437

 

 

152,170

 

 

211,151

 

Cash and cash equivalents – end of period

$

136,279

 

$

163,603

 

$

136,279

 

$

163,603

 

Enerpac Tool Group Corp.
Supplemental Unaudited Data
Reconciliation of GAAP Measures to Non-GAAP Measures
(Dollars in thousands) Fiscal 2020 Fiscal 2021
Q1 Q2 Q3 Q4 TOTAL Q1 Q2 Q3

Q4

 TOTAL
Sales

 

Industrial Tool & Services Segment

$

135,592

 

$

123,361

 

$

92,865

 

$

103,044

 

$

454,863

 

$

112,175

 

$

112,739

 

$

133,400

 

$

–

$

358,315

 

Other

 

11,082

 

 

10,025

 

 

9,014

 

 

8,309

 

 

38,429

 

 

7,255

 

 

7,915

 

 

9,749

 

 

–

 

24,918

 

Total

$

146,674

 

$

133,386

 

$

101,879

 

$

111,353

 

$

493,292

 

$

119,430

 

$

120,654

 

$

143,149

 

$

–

$

383,233

 

 

% Sales Growth

 

Industrial Tool & Services Segment

 

-9

%

 

-17

%

 

-44

%

 

-29

%

 

-25

%

 

-17

%

 

-9

%

 

44

%

 

–

 

2

%

Other

 

12

%

 

-2

%

 

-21

%

 

-39

%

 

-15

%

 

-35

%

 

-21

%

 

8

%

 

–

 

-17

%

Total

 

-7

%

 

-17

%

 

-43

%

 

-30

%

 

-25

%

 

-19

%

 

-10

%

 

41

%

 

–

 

0

%

 

Operating Profit (Loss) from Continuing Operations

 

Industrial Tool & Services Segment

$

25,928

 

$

20,963

 

$

8,228

 

$

12,166

 

$

67,284

 

$

17,362

 

$

14,880

 

$

25,304

 

$

–

$

57,546

 

Other

 

399

 

 

(684

)

 

21

 

 

(1,371

)

 

(1,635

)

 

(1,662

)

 

(1,834

)

 

14

 

 

–

 

(3,482

)

Corporate / General

 

(11,342

)

 

(10,349

)

 

(8,197

)

 

(6,158

)

 

(36,045

)

 

(6,282

)

 

(6,289

)

 

(5,808

)

 

–

 

(18,379

)

Adjusted operating profit

$

14,985

 

$

9,930

 

$

52

 

$

4,637

 

$

29,604

 

$

9,418

 

$

6,757

 

$

19,510

 

$

–

$

35,685

 

Impairment & divestiture benefit (charges)

 

1,356

 

 

768

 

 

1,443

 

 

(408

)

 

3,159

 

 

(139

)

 

(401

)

 

–

 

 

–

 

(539

)

Restructuring & other exit charges (1)

 

(1,972

)

 

(1,929

)

 

(3,292

)

 

(987

)

 

(8,179

)

 

(210

)

 

(649

)

 

(1,571

)

 

–

 

(2,430

)

Purchase accounting inventory step-up charge

 

–

 

 

(202

)

 

(201

)

 

–

 

 

(403

)

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Gain on sale of facility, net of transaction charges

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

5,359

 

 

–

 

5,359

 

Corporate development and board search charges

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

(551

)

 

–

 

(551

)

Operating profit (loss)

$

14,369

 

$

8,567

 

$

(1,998

)

$

3,242

 

$

24,181

 

$

9,069

 

$

5,707

 

$

22,747

 

$

–

$

37,524

 

 

Adjusted Operating Profit %

 

Industrial Tool & Services Segment

 

19.1

%

 

17.0

%

 

8.9

%

 

11.8

%

 

14.8

%

 

15.5

%

 

13.2

%

 

19.0

%

 

–

 

16.1

%

Other

 

3.6

%

 

-6.8

%

 

0.2

%

 

-16.5

%

 

-4.3

%

 

-22.9

%

 

-23.2

%

 

0.1

%

 

–

 

-14.0

%

Adjusted Operating Profit %

 

10.2

%

 

7.4

%

 

0.1

%

 

4.2

%

 

6.0

%

 

7.9

%

 

5.6

%

 

13.6

%

 

–

 

9.3

%

 

EBITDA from Continuing Operations (2)

 

Earnings (loss) from continuing operations

$

6,372

 

$

3,918

 

$

(4,930

)

$

197

 

$

5,557

 

$

4,822

 

$

3,584

 

$

25,257

 

$

–

$

33,663

 

Financing costs, net

 

6,729

 

 

4,630

 

 

4,552

 

 

3,307

 

 

19,218

 

 

1,716

 

 

1,338

 

 

1,340

 

 

–

 

4,395

 

Income tax expense (benefit)

 

950

 

 

806

 

 

(407

)

 

943

 

 

2,292

 

 

2,258

 

 

1

 

 

(4,390

)

 

–

 

(2,132

)

Depreciation & amortization

 

4,779

 

 

5,277

 

 

5,318

 

 

5,347

 

 

20,720

 

 

5,458

 

 

5,507

 

 

5,473

 

 

–

 

16,438

 

EBITDA

$

18,830

 

$

14,631

 

$

4,533

 

$

9,794

 

$

47,787

 

$

14,254

 

$

10,430

 

$

27,680

 

$

–

$

52,364

 

 

Adjusted EBITDA from Continuing Operations (2)

 

Industrial Tool & Services Segment

$

28,996

 

$

24,022

 

$

11,906

 

$

15,938

 

$

80,862

 

$

21,002

 

$

18,210

 

$

28,873

 

$

–

$

68,085

 

Other

 

1,275

 

 

244

 

 

926

 

 

(449

)

 

1,996

 

 

(740

)

 

(942

)

 

897

 

 

–

 

(785

)

Corporate / General

 

(10,825

)

 

(8,272

)

 

(6,249

)

 

(5,058

)

 

(30,406

)

 

(5,659

)

 

(5,788

)

 

(5,327

)

 

–

 

(16,775

)

Adjusted EBITDA

$

19,446

 

$

15,994

 

$

6,583

 

$

10,431

 

$

52,452

 

$

14,603

 

$

11,480

 

$

24,443

 

$

–

$

50,525

 

Impairment & divestiture benefit (charges)

 

1,356

 

 

768

 

 

1,443

 

 

(408

)

 

3,159

 

 

(139

)

 

(401

)

 

–

 

 

–

 

(539

)

Restructuring & other exit charges (1)

 

(1,972

)

 

(1,929

)

 

(3,292

)

 

(987

)

 

(8,179

)

 

(210

)

 

(649

)

 

(1,571

)

 

–

 

(2,430

)

Purchase accounting inventory step-up charge

 

–

 

 

(202

)

 

(201

)

 

–

 

 

(403

)

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Pension curtailment

 

–

 

 

–

 

 

–

 

 

758

 

 

758

 

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Gain on sale of facility, net of transaction charges

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

5,359

 

 

–

 

5,359

 

Corporate development and board search charges

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

(551

)

 

–

 

(551

)

EBITDA

$

18,830

 

$

14,631

 

$

4,533

 

$

9,794

 

$

47,787

 

$

14,254

 

$

10,430

 

$

27,680

 

$

–

$

52,364

 

 

Adjusted EBITDA %

 

Industrial Tool & Services Segment

 

21.4

%

 

19.5

%

 

12.8

%

 

15.5

%

 

17.8

%

 

18.7

%

 

16.2

%

 

21.6

%

 

–

 

19.0

%

Other

 

11.5

%

 

2.4

%

 

10.3

%

 

-5.4

%

 

5.2

%

 

-10.2

%

 

-11.9

%

 

9.2

%

 

–

 

-3.2

%

Adjusted EBITDA %

 

13.3

%

 

12.0

%

 

6.5

%

 

9.4

%

 

10.6

%

 

12.2

%

 

9.5

%

 

17.1

%

 

–

 

13.2

%

 

Notes:
(1) Approximately $0.8 million of the Q3 fiscal 2020 restructuring & other exit charges were recorded in cost of products sold.
(2) EBITDA represents net earnings (loss) from continuing operations before financing costs, net, income tax (benefit) expense, and depreciation & amortization. EBITDA is not a calculation based upon GAAP. The amounts included in the EBITDA and Adjusted EBITDA calculation, however, are derived from amounts included in the Condensed Consolidated Statements of Operations. EBITDA and adjusted EBITDA should not be considered as alternatives to net earnings (loss), operating profit (loss) or operating cash flows. The Company has presented EBITDA and adjusted EBITDA because it regularly reviews these performance measures. In addition, EBITDA and adjusted EBITDA are used by many of our investors and lenders, and are presented as a convenience to them. The EBITDA and adjusted EBITDA measures presented may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation.
Enerpac Tool Group Corp.
Supplemental Unaudited Data
Reconciliation of GAAP Measures to Non-GAAP Measures (Continued)
(Dollars in thousands, except for per share amounts)
Fiscal 2020 Fiscal 2021
Q1 Q2 Q3 Q4 TOTAL Q1 Q2 Q3

Q4

 TOTAL
Adjusted Earnings (Loss) (3)

 

Net Earnings (Loss)

$

2,121

 

$

2,162

 

$

(4,999

)

$

1,439

 

$

723

 

$

4,598

 

$

3,182

 

$

25,031

 

$

–

$

32,811

 

(Loss) Earnings from Discontinued Operations, net of income tax

 

(4,251

)

 

(1,756

)

 

(69

)

 

1,242

 

 

(4,834

)

 

(224

)

 

(402

)

 

(226

)

 

–

 

(852

)

Earnings (Loss) from Continuing Operations

$

6,372

 

$

3,918

 

$

(4,930

)

$

197

 

$

5,557

 

$

4,822

 

$

3,584

 

$

25,257

 

$

–

$

33,663

 

Impairment & divestiture (benefit) charges

 

(1,356

)

 

(768

)

 

(1,443

)

 

408

 

 

(3,159

)

 

139

 

 

401

 

 

–

 

 

–

 

539

 

Restructuring & other exit charges

 

1,972

 

 

1,929

 

 

3,292

 

 

987

 

 

8,179

 

 

210

 

 

649

 

 

1,571

 

 

–

 

2,430

 

Accelerated debt issuance costs

 

625

 

 

–

 

 

–

 

 

1,041

 

 

1,666

 

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Purchase accounting inventory step-up charge

 

–

 

 

202

 

 

201

 

 

–

 

 

403

 

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Pension curtailment

 

–

 

 

–

 

 

–

 

 

(758

)

 

(758

)

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Gain on sale of facility, net of transaction charges

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

(5,359

)

 

–

 

(5,359

)

Corporate development and board search charges

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

551

 

 

–

 

551

 

Net tax effect of reconciling items above

 

(52

)

 

(57

)

 

(624

)

 

(503

)

 

(1,236

)

 

(15

)

 

(100

)

 

2,647

 

 

–

 

2,532

 

Other income tax benefit

 

–

 

 

(74

)

 

–

 

 

–

 

 

(74

)

 

–

 

 

(632

)

 

(7,523

)

 

–

 

(8,155

)

Adjusted Earnings (Loss) from Continuing Operations (4)

$

7,561

 

$

5,150

 

$

(3,504

)

$

1,372

 

$

10,578

 

$

5,156

 

$

3,902

 

$

17,144

 

$

–

$

26,201

 

 

Adjusted Diluted Earnings (loss) per share (3)

 

Net Earnings (Loss)

$

0.03

 

$

0.04

 

$

(0.08

)

$

0.02

 

$

0.01

 

$

0.08

 

$

0.05

 

$

0.41

 

$

–

$

0.54

 

(Loss) Earnings from Discontinued Operations, net of income tax

 

(0.07

)

 

(0.03

)

 

0.00

 

 

0.02

 

 

(0.08

)

 

(0.00

)

 

(0.01

)

 

(0.00

)

 

–

 

(0.01

)

Earnings (Loss) from Continuing Operations

$

0.11

 

$

0.06

 

$

(0.08

)

$

0.00

 

$

0.09

 

$

0.08

 

$

0.06

 

$

0.42

 

$

–

$

0.56

 

Impairment & divestiture (benefit) charges, net of tax effect

 

(0.02

)

 

(0.01

)

 

(0.02

)

 

0.00

 

 

(0.04

)

 

0.00

 

 

0.01

 

 

–

 

 

–

 

0.01

 

Restructuring & other exit charges, net of tax effect

 

0.02

 

 

0.04

 

 

0.04

 

 

0.02

 

 

0.11

 

 

0.00

 

 

0.01

 

 

0.02

 

 

–

 

0.04

 

Accelerated debt issuance costs, net of tax effect

 

0.01

 

 

–

 

 

–

 

 

0.01

 

 

0.02

 

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Purchase accounting inventory step-up charge, net of tax effect

 

–

 

 

0.00

 

 

0.00

 

 

–

 

 

0.01

 

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Pension curtailment, net of tax effect

 

–

 

 

–

 

 

–

 

 

(0.01

)

 

(0.01

)

 

–

 

 

–

 

 

–

 

 

–

 

–

 

Gain on sale of facility, net of transaction charges

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

(0.04

)

 

–

 

(0.04

)

Corporate development and board search charges

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

–

 

 

0.01

 

 

–

 

0.01

 

Other income tax benefit

 

–

 

 

0.00

 

 

–

 

 

–

 

 

–

 

 

–

 

 

(0.01

)

 

(0.12

)

 

–

 

(0.14

)

Adjusted Diluted Earnings (Loss) per share from Continuing Operations (4)

$

0.12

 

$

0.09

 

$

(0.06

)

$

0.02

 

$

0.18

 

$

0.09

 

$

0.06

 

$

0.28

 

$

–

$

0.43

 

 

Free Cash Flow (5)

 

Cash (used in) provided by operating activities

$

(22,927

)

$

(5,814

)

$

13,038

 

$

12,544

 

$

(3,159

)

$

8,667

 

$

4,579

 

$

11,643

 

$

–

$

24,889

 

Capital expenditures

 

(3,187

)

 

(3,780

)

 

(2,341

)

 

(2,745

)

 

(12,053

)

 

(1,905

)

 

(3,725

)

 

(3,874

)

 

–

 

(9,504

)

Proceeds from sale of property, plant and equipment

 

162

 

 

288

 

 

185

 

 

73

 

 

708

 

 

47

 

 

548

 

 

21,806

 

 

–

 

22,401

 

Other

 

1,353

 

 

122

 

 

–

 

 

12

 

 

1,487

 

 

(2

)

 

(518

)

 

4,937

 

 

–

 

4,417

 

Free Cash Flow

$

(24,599

)

$

(9,184

)

$

10,882

 

$

9,884

 

$

(13,017

)

$

6,807

 

$

884

 

$

34,512

 

$

–

$

42,203

 

 

Notes continued:
(3) Adjusted earnings (loss) from continuing operations and adjusted diluted earnings (loss) per share represent net earnings (loss) and diluted earnings (loss) per share per the Condensed Consolidated Statements of Operations net of charges or credits for items to be highlighted for comparability purposes. These measures are not calculated based upon generally accepted accounting principles (GAAP) and should not be considered as an alternative to net earnings (loss) or diluted earnings (loss) per share or as an indicator of the Company’s operating performance. However, this presentation is important to investors for understanding the operating results of the current portfolio of Enerpac Tool Group companies.
(4) Q3 Fiscal 2020 results included an adjusted loss from continuing operations, therefore adjusted loss per share is not diluted and is, instead, calculated with basic shares.
(5) Free cash flow primarily represents the operating cash flow, proceeds from the sale of property, plant and equipment combined with capital expenditures.
 
For all reconciliations of GAAP measures to Non-GAAP measures, the summation of the individual components may not equal the total due to rounding. With respect to the earnings per share reconciliations the impact of share dilution on the calculation of the net earnings or loss per share and discontinued operations per share may result in the summation of these components not equaling the total earnings (loss) per share from continuing operations.

 

Bobbi Belstner

Senior Director, Investor Relations and Strategy

262.293.1912

KEYWORDS: United States North America Wisconsin

INDUSTRY KEYWORDS: Building Systems Automotive Manufacturing Construction & Property Aerospace Manufacturing Other Automotive Trucking General Automotive Transport Aftermarket Other Manufacturing Automotive Logistics/Supply Chain Management Other Construction & Property Engineering

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Össur Builds Modern, Zero Trust Security Framework with Citrix®

Össur Builds Modern, Zero Trust Security Framework with Citrix®

Company leverages digital workspace and secure access solution to protect intellectual property, fuel business agility and growth

FORT LAUDERDALE, Fla.–(BUSINESS WIRE)–
As a leading provider of prosthetics and orthotics, Össur is dedicated to improving people’s mobility so they can live life without limitations. When it comes to work, the company has a similar mission to remove barriers that prevent employees from being and doing their best. And it is leaning on Citrix Systems, Inc. (NASDAQ: CTXS) to achieve it. Leveraging the company’s digital workspace and secure access solutions, Össur has built a scalable and reliable digital work platform and modern, Zero Trust-based security framework from which it can deliver a simple, secure experience that empowers its team to work when, where and how they want, while keeping their applications, information and devices safe.

“Össur believes in life without limitations, so we’re inspired to build IT without limitations,” said Bjarni Kaernested, Director of IT Operations, Össur.

And with the help of Citrix and Citrix Platinum Solution Advisor Ultima, Össur is advancing this mission.

“Simplicity is key to our operations,” said Einar Dagfinnur Klemensson Infrastructure and Cloud Architect, Össur. “We want our staff to be able to work as effortlessly as possible, wherever they are. That means making sure they have access to the apps and data that they need, along with the speed and performance to work effectively.”

Össur uses Citrix Workspace™ to remove the complexity and noise from work that can frustrate employees and slow the pace of innovation. Through Citrix Workspace, the company provides unified access to the resources its team needs to get work done, wherever it needs to get done – including resource-hungry apps – like 3D CAD software – which can be run effectively even on mobile devices.

Performance is underpinned by Citrix SD-WAN, which allows Össur to:

  • Secure users, data and networks through built-in ICSA-certified and next-generation firewalls or cloud-based Secure Web Gateway offerings
  • Monitor and manage network performance from an easy to use, cloud-based orchestration platform
  • Provide resiliency with dual ISP support and LTE as failover solution

And when it comes to security, Össur is looking to solutions like Citrix Secure Internet Access™, a comprehensive cloud delivered security service that protects all users, user devices, and corporate data from external threats like malware, malicious websites and zero-day threats and replaces hardware-based security stacks in on-premise data centers to simplify IT, improve security and enhance the end- user experience.

“We need to protect all the medical data that travels through our clinics inside our virtual data centers, and Citrix enables that,” Klemensson says. “Whether its medical data or IP, there’s no data leakage with Citrix because our IP does not go outside the virtual datacenters we’ve built.”

Citrix provides a powerful set of secure access solutions that combine a full cloud-delivered security stack integrated with identity-aware Zero Trust Network Access (ZTNA) to protect employees without getting in their way. To learn more about how Össur is using these solutions to move its business forward, click here.

About Össur

Össur (Nasdaq Copenhagen: OSSR) is a global leader in non-invasive orthopaedics that helps people live a life without limitations. A recognized “Technology Pioneer” with a rich 50-year history, Össur focuses on improving people’s mobility through the delivery of innovative technologies in Prosthetics and Bracing & Supports. Significant investment in research and development have led to over 2,000 patents, award-winning designs, successful clinical outcomes, and consistently strong market positions. Össur is signatory to the UN Global Compact, UN Women’s Empowerment Principles, contributes to the UN Sustainable Development Goals and will be carbon neutral in 2021. Össur operates globally and employs around 3500 employees. www.ossur.com

About Citrix

Citrix (NASDAQ: CTXS) builds the secure, unified digital workspace technology that helps organizations unlock human potential and deliver a consistent workspace experience wherever work needs to get done. With Citrix, users get a seamless work experience and IT has a unified platform to secure, manage, and monitor diverse technologies in complex cloud environments.

For Citrix Investors:

This release contains forward-looking statements which are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 and of Section 21E of the Securities Exchange Act of 1934. The forward-looking statements in this release do not constitute guarantees of future performance. Those statements involve a number of factors that could cause actual results to differ materially, including risks associated with the impact of the global economy and uncertainty in the IT spending environment, revenue growth and recognition of revenue, products and services, their development and distribution, product demand and pipeline, economic and competitive factors, the Company’s key strategic relationships, acquisition and related integration risks as well as other risks detailed in the Company’s filings with the Securities and Exchange Commission. Citrix assumes no obligation to update any forward-looking information contained in this press release or with respect to the announcements described herein. The development, release and timing of any features or functionality described for our products remains at our sole discretion and is subject to change without notice or consultation. The information provided is for informational purposes only and is not a commitment, promise or legal obligation to deliver any material, code or functionality and should not be relied upon in making purchasing decisions or incorporated into any contract.

© 2021 Citrix Systems, Inc. Citrix, the Citrix logo, and other marks appearing herein are the property of Citrix Systems, Inc. and may be registered with the U.S. Patent and Trademark Office and in other countries. All other marks are the property of their respective owners.

Media Contact:

Karen Master

Citrix

+1 216-396-4683

[email protected]

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Mobile/Wireless Technology Medical Devices Security Other Technology Software Networks Internet Health Data Management

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2020 ISG Provider Lens™ Positions DXC Technology as Leader in Insurance Business Process Outsourcing Services and Insurance BPO Platforms in U.S. Life & Retirement

2020 ISG Provider Lens™ Positions DXC Technology as Leader in Insurance Business Process Outsourcing Services and Insurance BPO Platforms in U.S. Life & Retirement

TYSONS, Va.–(BUSINESS WIRE)–DXC Technology (NYSE: DXC) today announced it has been positioned as a leader in the 2020 ISG Provider Lens™ Insurance Business Process Outsourcing (BPO) Services report for the U.S. for Life & Retirement Services, Property & Casualty Services, and Third-Party Administrator (TPA) Services. ISG also named DXC as a leader in the U.S. for Insurance BPO Platforms in Life & Retirement.

The 2020 ISG Provider Lens™ reports evaluated 18 worldwide vendors for Insurance BPO Services, and 19 for Insurance BPO Platforms that provide service within the U.S. The reports used the following criteria: strategy and vision; innovation, brand awareness and presence in the market; sales and partner landscape; breadth and depth of portfolio of services offered; and technology advancements.

“ISG’s leader recognitions for both our insurance BPO and platforms services reflect DXC’s commitment to excellence across the Enterprise Technology Stack,” said David Swift, President, Insurance and Business Process Outsourcing, DXC Technology. “Our ‘leader’ positions demonstrate DXC’s capabilities to provide our customers with a modern digital experience at predictable costs and to supply data analytics expertise that helps grow their business. With DXC, both our customers and their agents are well served at all touchpoints, from applications onboarding to claims processing and more.”

“The leaders among the vendors and providers have a highly attractive product and service offering and a very strong market and competitive position. They fulfill all requirements for successful market cultivation,” said Dennis Winkler, ISG Senior Research Director for the Americas. “As one of the largest players in this space, DXC Technology offers insurance organizations an integrated solution that improves insurance processing, as well as a strong, balanced delivery model.”

Strengths of DXC Insurance BPO Services Capabilities

The 2020 ISG Provider Lens™ Insurance BPO Services report cites these DXC strengths in third-party administration:

  • Varied approaches for open versus closed blocks: DXC offers the TPA market a combination of technologies that meet the different needs of open- and closed-block TPA customers. Both DXC’s CyberLife™ and Wealth Management Accelerator® integrate with other technologies to create mature platforms appropriate for customers. DXC offers open-block customers a more modern technology approach with its end-to-end DXC Assure for Life and Wealth solution, which includes software, infrastructure and operations, and is suitable for modernizing legacy platforms and accelerating go-to-market strategies.
  • Deep insurance industry domain experience: DXC has more than 35 years of insurance industry experience. The company’s core differentiators are its experience in TPA and the commercial insurance market, which brings a unique aspect to its TPA services.
  • Strong and balanced delivery model: DXC’s network of Global Innovation and Delivery Centers includes hubs in the Americas, Europe and Asia. Six U.S.-based service centers are equipped to deliver services that require analysis of and familiarity with issues specific to the U.S., while centers outside the U.S. deliver services that do not require this knowledge.

Strengths of DXC Insurance BPO Platforms

“Enterprises are seeking Life & Retirement (L&R) platforms/solutions to create an ecosystem of services, data and partners and [to] have a customer-centered insurance product in new and existing business models,” said Peggy Bresnick Kendler, ISG Lead Analyst. “DXC offers its insurance customers all of this and is being recognized specifically for its DXC Assure for Life and Wealth solution featuring its modular design and extensive ecosystem.”

The Insurance BPO Platforms report cites these DXC strengths:

  • Multichannel system of engagement: DXC Assure for Life and Wealth is a customer-centric multichannel system of engagement that gives L&R insurers a way to offer customers a fully digital experience and enables the creation of personalized journeys, whether for consumers, agents/brokers, underwriters or others. The integrated solution, combining customer engagement self-service, analytics, AI, and other capabilities, gives insurers an easy and affordable option for providing a unified customer experience.
  • Extensive partner ecosystem: The DXC Assure for Life and Wealth platform features a vast and varied ecosystem with more than 200 partners and insurtechs that bring many differentiated capabilities to insurance organizations in areas such as dashboard analytics, robotic process automation (RPA), digital declarations, first notice of loss (FNOL) and event tracking.
  • Modular design: The DXC platform’s modular design enables insurers to choose the capabilities they need and to add more in the future. Additionally, the platform works with existing systems to allow insurers to extend their legacy systems with new digital, cloud-based capabilities. The platform can be configured based on the insurer’s needs and on the core products and services to be implemented in their environment, while allowing DXC’s customers to apply their own branding to the solution.

A detailed summary, including graphs of all rankings and complete downloadable 2020 ISG Provider LensTM reports for Insurance BPO Services and Platforms, can be accessed here.

About ISG Provider Lens Reports

ISG Provider Lens™ delivers leading-edge and actionable research studies, reports and consulting services focused on technology and service providers’ strengths and weaknesses and how they are positioned relative to their peers in the market. These reports provide influential insights accessed by their large pool of advisors who are actively advising outsourcing deals as well as large numbers of ISG enterprise clients who are potential outsourcers. For more information about ISG studies, please email [email protected], call +49 (0) 561-50697537, or visit research.isg-one.com.

About ISG

ISG (Information Services Group) (Nasdaq: III) is a leading global technology research and advisory firm. A trusted business partner to more than 700 clients, including more than 75 of the world’s top 100 enterprises, ISG is committed to helping corporations, public sector organizations, and service and technology providers achieve operational excellence and faster growth. The firm specializes in digital transformation services, including automation, cloud, and data analytics; sourcing advisory; managed governance and risk services; network carrier services; strategy and operations design; change management; market intelligence and technology research and analysis. Founded in 2006, and based in Stamford, Conn., ISG employs more than 1,300 digital-ready professionals operating in more than 20 countries—a global team known for its innovative thinking, market influence, deep industry and technology expertise, and world-class research and analytical capabilities based on the industry’s most comprehensive marketplace data. For more information, visit www.isg-one.com.

About DXC Technology

DXC Technology (NYSE: DXC) helps global companies run their mission critical systems and operations while modernizing IT, optimizing data architectures, and ensuring security and scalability across public, private and hybrid clouds. The world’s largest companies and public sector organizations trust DXC to deploy services across the Enterprise Technology Stack to drive new levels of performance, competitiveness, and customer experience. Learn more about how we deliver excellence for our customers and colleagues at DXC.com.

Frank Hurteau, Corporate Media  Relations, 703 582-4665, [email protected]

John Sweeney, Investor Relations, +1-908-315-3665, [email protected]

KEYWORDS: United States North America Virginia

INDUSTRY KEYWORDS: Professional Services Data Management Security Technology Insurance Software Internet

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Guidewire Software to Present at BofA Securities InsurTech Conference

Guidewire Software to Present at BofA Securities InsurTech Conference

SAN MATEO, Calif.–(BUSINESS WIRE)–
Guidewire Software, Inc. (NYSE: GWRE), the platform P&C insurers trust to engage, innovate, and grow efficiently, today announced that its President and Chief Operating Officer, Priscilla Hung, will present at the BofA Securities Virtual InsurTech 2021 Conference.

The Guidewire presentation is scheduled for Wednesday, June 30, 2021 at 11:40 a.m. ET (8:40 a.m. PT). A live webcast, as well as the replay, of the presentation will be available under the “Webcasts and Presentations” section on the Company’s investor relations website at https://ir.guidewire.com.

About Guidewire Software

Guidewire is the platform P&C insurers trust to engage, innovate, and grow efficiently. We combine digital, core, analytics, and AI to deliver our platform as a cloud service. More than 400 insurers, from new ventures to the largest and most complex in the world, run on Guidewire.

As a partner to our customers, we continually evolve to enable their success. We are proud of our unparalleled implementation track record, with 1,000+ successful projects, supported by the largest R&D team and partner ecosystem in the industry. Our marketplace provides hundreds of applications that accelerate integration, localization, and innovation.

For more information, please visit www.guidewire.comand follow us on twitter: @Guidewire_PandC.

NOTE: For information about Guidewire’s trademarks, visit https://www.guidewire.com/legal-notices.

Investor Contact:

Alex Hughes

Guidewire Software, Inc.

+1 (650) 356-4921

[email protected]

Media Contact:

Diana Stott

Guidewire Software, Inc.

+1 (650) 356-4941

[email protected]

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Software Technology Data Management

MEDIA:

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National CineMedia Goes Back To School With Trooh (formerly Rouge Media) To Reach Movie Fans On College Campuses Nationwide

National CineMedia Goes Back To School With Trooh (formerly Rouge Media) To Reach Movie Fans On College Campuses Nationwide

CENTENNIAL, Colo. & TORONTO–(BUSINESS WIRE)–
National CineMedia (NCM), the largest cinema advertising network in the U.S., and Trooh (formerly Rouge Media), a leading U.S. media company connecting brands with millions of consumers on their daily journey out-of-home, are going back to school with a new advertising sales relationship for local and regional advertisers that will allow brands to reach the core Gen Z moviegoing audience demographic beyond the big screen on college and university campuses nationwide.

NCM’s Digital Out Of Home (DOOH) group, which was created to further unite brands with audiences beyond theaters in a variety of complementary venues, will sell Trooh’s on-campus out-of-home media inventory locally and regionally across the country.

The new Noovie® On-Campus DOOH offering, powered by Trooh, features a unique way to reach young, Gen Z movie fans and point-of-market-entry consumers in campus locations where they spend the most time, including high traffic non-academic, commercial spaces such as campus retail and book stores, student centers and cafeterias, athletics and recreation. The network’s dynamic HD digital video screens with audio, including some with charging station capabilities to drive interaction, offer relevant and dynamic content to engage over 8.6 million young adults (573 million monthly impressions) at over 600 college and university campuses in 47 states, including the top 25 DMAs.

“Adults 18-24 are a core moviegoing demographic, so there is tremendous crossover between movie fans and college students. Our new Noovie On-Campus offering, powered by Trooh, will allow us to work with local and regional brands to reach these young, movie-inspired audiences on university campuses in a completely engaging and brand-safe environment,” said Steve Sapp, Senior Vice President, Digital Out-of-Home Sales with National CineMedia (NCM). “Especially this year, as students finally head back to in-person learning and enjoying all that college campuses have to offer in a post-pandemic world, it is an amazing opportunity for advertisers to reach this key audience who have yet to form brand loyalties.”

“Ours is the only national, digital, addressable campus media network in the U.S., and it’s all about reaching young, valuable consumers where they are each and every day, making unforgettable memories. Because of the high dwell times and high impact placements of our screens, 92% of students say they notice them with 86% purchase intent after exposure. That’s a powerful way to influence the next generation of consumers,” said President & CEO at Trooh, Martin Poitras.

About National CineMedia, Inc.

National CineMedia (NCM) is America’s Movie Network. As the largest cinema advertising network in the U.S., we unite brands with the power of movies and engage movie fans anytime and anywhere. NCM’s Noovie® pre-show is presented exclusively in 53 leading national and regional theater circuits including AMC Entertainment Inc. (NYSE: AMC), Cinemark Holdings, Inc. (NYSE: CNK) and Regal Entertainment Group (a subsidiary of Cineworld Group PLC. LON: CINE). NCM’s cinema advertising network offers broad reach and unparalleled audience engagement with over 20,600 screens in over 1,600 theaters in 190 Designated Market Areas® (all of the top 50). NCM Digital goes beyond the big screen, extending in-theater campaigns into online and mobile marketing programs to reach entertainment audiences. National CineMedia, Inc. (NASDAQ: NCMI) owns a 48.1% interest in, and is the managing member of, National CineMedia, LLC. For more information, visit www.ncm.com and www.noovie.com.

About Trooh

Trooh is a place-based media network in the US reaching millions of consumers at the intersection of the digital and physical worlds, on their daily journey out-of-home. Trooh Campus connects brands with A18-24 in over 600 college campuses across the U.S. through addressable, data-driven digital screens in high impact, high dwell time locations.

FORWARD-LOOKING STATEMENTS:

This press release contains various forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, that reflect management’s current expectations or beliefs regarding, among other things, the Trooh relationship and expected consumer interactions. Forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. Investors are cautioned that reliance on these forward-looking statements involves risks and uncertainties.

DMA is a registered trademark of The Nielsen Company (US), LLC.

Amy Jane Finnerty

National CineMedia (NCM)

212-931-8117

[email protected]

Alison Jacobs

Trooh

416-617-3949

[email protected]

KEYWORDS: United States North America Canada Colorado

INDUSTRY KEYWORDS: Film & Motion Pictures Marketing Advertising Communications General Entertainment University Education Entertainment

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Markforged Introduces the FX20

Markforged Introduces the FX20

Markforged Expanding Into Robust Production with New Printer Series

WATERTOWN, Mass.–(BUSINESS WIRE)–
Markforged, creator of the integrated metal and carbon fiber additive manufacturing platform, The Digital Forge, today announced it will debut its newest printer, the FX20, at Formnext this November.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210629005399/en/

The FX20 will be the biggest, fastest and most sophisticated 3D printer Markforged has ever produced. Together with Markforged’s state-of-the-art software and materials, the FX20 will transform the Digital Forge into a next generation additive manufacturing platform capable of printing high-temperature thermoplastics reinforced with continuous fiber at the click of a button. (Photo: Business Wire)

The FX20 will be the biggest, fastest and most sophisticated 3D printer Markforged has ever produced. Together with Markforged’s state-of-the-art software and materials, the FX20 will transform the Digital Forge into a next generation additive manufacturing platform capable of printing high-temperature thermoplastics reinforced with continuous fiber at the click of a button. (Photo: Business Wire)

The FX20 will be the biggest, fastest and most sophisticated 3D printer Markforged has ever produced. Together with Markforged’s state-of-the-art software and materials, the FX20 will transform the Digital Forge into a next generation additive manufacturing platform capable of printing high-temperature thermoplastics reinforced with continuous fiber at the click of a button. By printing high-strength, more accurate and higher performance parts, the FX20 will meet the needs of even the most demanding and regulated industries, such as aerospace, defense, automotive and oil & gas.

“The FX20 is a beast of a machine and represents our commitment to providing innovative solutions to our customers to empower them to build anything they can imagine. The addition of the FX20 to the Digital Forge strengthens our leading position in the additive manufacturing market by enabling the robust production of lightweight, advanced composite parts. With this combination of hardware and software, our customers will be able to count on Markforged for production of the end-use, mission critical parts that are required to overcome the limitations of traditional manufacturing. This builds resilient and sustainable supply chains that extend directly to the point-of-need,” said Shai Terem, President and CEO of Markforged.

The FX20 is expected to be shipping worldwide in the first half of 2022.

For more information, visit www.markforged.com.

About Markforged

Markforged transforms manufacturing with 3D metal and continuous carbon fiber printers capable of producing parts tough enough for the factory floor. The Markforged Digital Forge brings the power and speed of agile software development to industrial manufacturing, combining hardware, software, and materials to eliminate the barriers between design and functional parts. Engineers, designers, and manufacturing professionals all over the world rely on Markforged metal and composite printers for tooling, fixtures, functional prototyping, and high-value end-use production. Founded in 2013 and based in Watertown, Mass., Markforged has more than 250 employees globally. Markforged has been recognized by Forbes in the Next Billion-Dollar Startups list, and was listed as the #2 fastest-growing hardware company in the US in the 2019 Deloitte Fast 500. In February 2021, Markforged announced it entered into a definitive agreement to merge with one (NYSE: AONE), a special purpose acquisition company founded and led by technology industry veteran Kevin Hartz. The transaction is expected to close in the summer of 2021, subject to regulatory and stockholder approvals, and other customary closing conditions. The combined company will retain the Markforged name and be listed on the NYSE under the ticker symbol “MKFG”.

About one

one is a special purpose acquisition company sponsored by A* formed for the purpose of effecting a business combination with one or more businesses in the innovation economy. one completed its initial public offering in August 2020 raising $215 million in cash proceeds. A* was founded and is led by technology industry veteran Kevin Hartz.

Participants in the Solicitation

one and Markforged and their respective directors and executive officers may be considered participants in the solicitation of proxies with respect to the potential transaction described in this document under the rules of the Securities Exchange Commission (the “SEC”). Information about the directors and executive officers of one and Markforged are set forth in one’s Proxy Statement and Prospectus filed purusant to Rule 424B(3) with the SEC on June 24, 2021 (the “Registration Statement”), and other filings with the SEC that are available free of charge at the SEC’s web site at www.sec.gov or by directing a request to: one, 16 Funston Avenue, Suite A, The Presidio of San Francisco, San Francisco, California 94129, Attention: Secretary. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the one shareholders in connection with the potential transaction are set forth in the Registration Statement filed with the SEC. These documents can be obtained free of charge from the sources indicated above.

Non-Solicitation

This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of one, the combined company or Markforged, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.

Special Note Regarding Forward-Looking Statements

This press release contains forward-looking statements that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although Markforged believes that it has a reasonable basis for each forward-looking statement contained in this press release, Markforged cautions you that these statements are based on a combination of facts and factors currently known by it and its projections of the future, about which it cannot be certain. Forward-looking statements in this press release include, but are not limited to, statements regarding the proposed business combination, including the timing and structure of the transaction, the functionality and applications of Markforged’s products, the expected benefit to customers of upgrades to Markforged’s printers, expected shipping dates for products, the impact of Markforged’s products on its financial conditions and results of operation, and the integration of Markforged’s products into the additive manufacturing market. Markforged cannot assure you that the forward-looking statements in this press release will prove to be accurate. These forward looking statements are subject to a number of risks and uncertainties, including, among others, general economic, political and business conditions; the inability of the parties to consummate the business combination or the occurrence of any event, change or other circumstances that could give rise to the termination of the business combination agreement; the effect of COVID-19 on Markforged’s business and financial results; the outcome of any legal proceedings that may be instituted against the parties following the announcement of the business combination; the risk that the approval of the shareholders of one for the potential transaction is not obtained; failure to realize the anticipated benefits of the business combination, including as a result of a delay in consummating the potential transaction; the risk that the business combination disrupts current plans and operations as a result of the announcement and consummation of the business combination; the ability of the combined company to grow and manage growth profitably and retain its key employees; the amount of redemption requests made by one’s shareholders; the inability to obtain or maintain the listing of the combined company’s securities following the business combination; costs related to the business combination; and those factors discussed under the header “Risk Factors” in the Registration Statement and those included under the header “Risk Factors” in one’s Annual Report on Form 10-K and other filings with the SEC. Furthermore, if the forward-looking statements prove to be inaccurate, the inaccuracy may be material. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by us or any other person that Markforged will achieve its objectives and plans in any specified time frame, or at all. The forward-looking statements in this press release represent Markforged’s views as of the date of this press release. Markforged anticipates that subsequent events and developments will cause its views to change. However, while Markforged may elect to update these forward-looking statements at some point in the future, Markforged has no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing Markforged’s views as of any date subsequent to the date of this press release.

Investors

[email protected]

Media

Paulina Bucko

Head of Communications

[email protected]

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Software Networks Hardware Technology Other Manufacturing Packaging Engineering Chemicals/Plastics Automotive Manufacturing Aerospace Other Technology Manufacturing

MEDIA:

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The FX20 will be the biggest, fastest and most sophisticated 3D printer Markforged has ever produced. Together with Markforged’s state-of-the-art software and materials, the FX20 will transform the Digital Forge into a next generation additive manufacturing platform capable of printing high-temperature thermoplastics reinforced with continuous fiber at the click of a button. (Photo: Business Wire)